[GRAPHIC SEAL OMITTED]
                                                  UNITED STATES BANKRUPTCY COURT
                                                     WESTERN DISTRICT OF TEXAS

IT IS HEREBY ADJUDGED and DECREED that the below
described is SO ORDERED.

Dated: May 18, 2004

                                             /s/    FRANK R. MONROE
                                             ----------------------------------
                                                    FRANK R. MONROE
                                             UNITED STATES BANKRUPTCY JUDGE

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                      IN THE UNITED STATES BANKRUPTCY COURT
                        FOR THE WESTERN DISTRICT OF TEXAS
                                 AUSTIN DIVISION


IN RE:                    )
                          )             CASE NO. 03-12387
ECLICKMD, INC.,           )
                          )             CHAPTER 11
DEBTOR                    )


                         ORDER GRANTING MOTION TO MODIFY
                             PLAN AFTER CONFIRMATION
                             -----------------------

         CAME ON for hearing Debtor's Motion to Modify Plan After Confirmation.
No party-in-interest had filed an objection or requested a hearing. The Court
finds that said Motion should be and hereby is GRANTED.

         IT IS THEREFORE ORDER, ADJUDGED AND DECREED that the Plan is modified
as follows:

                  a. Delete Section 6.02, which currently reads as follows:
<PAGE>

         6.02     As soon as practical after the Effective Date, the reorganized
Debtor shall amend its Articles of Incorporation to change its name to Secure
Care, Inc. and to authorize the issuance of 10,000,000 shares of New Common
Stock at $0.01 par value. Of such 10,000,000 authorized share of New Common
Stock, approximately 5,000,000 shall be issued pursuant to this Joint Plan to
Allowed Class 4, Class 5 and Class 6 claimants. The exact number of shares to be
issued to the Class 4, Class 5 and Class 6 claimants shall depend on the actual
number of Class 6 claimants and shall be calculated as follows: Number of
Allowed Class 6 Claims times 100 shares per claim divided by 2.5%.

                           and replace Section 6.02 with:

         6.02     As soon as practical after the Effective Date, the reorganized
Debtor shall amend its Articles of Incorporation to change its name to
SecureCARE Technologies, Inc. and to authorize the issuance of 15,000,000 chares
of New Common Stock at $0.001 par value. Of such 15,000,000 authorized shares of
New Common Stock, approximately 7,500,00 shall be issued pursuant to this Joint
Plan to Allowed Class 4, Class 5 and Class 6 claimants. The exact number of
shares to be issued to Class 4, Class 5 and Class 6 claimants shall depend on
the actual number of Class 6 claimants and shall be calculated as follows:
Number of Allowed Class 6 claimants times 150 shares per claim divided by 2.5%.

                  b. Delete Section 6.03, which currently reads as follows:

         6.03     The Distribution Agent as promptly as practical on or after
the Distribution Date shall issue shares of the New Common Stock to Allowed
Class 4, Class 5 and Class 6 claimants.


                           and replace Section 6.03 with:

         6.03     The Distribution Agent as promptly as practical on or after
the date an order approving this Debtor's Motion to Modify Plan After
Confirmation becomes final and unappealable shall issue shares of the New Common
Stock to Allowed Class 4, Class 5 and Class 6 claimants.

                  c. Delete Section 4.06, which currently reads as follows:

         4.06     Class 6 Claims. All existing equity rights in the Debtor,
                  whether vested or unvested, including the Common Shares of
                  Debtor and the Preferred Shares of Debtor shall be cancelled
                  on the Effective Date. Without regard to the number or
                  percentage of Common Shares held by any given Class 6
                  Claimant, each Allowed Class 6 Interest holder will receive
                  100 shares of New Common Stock. Such shares are to be taken
                  from the New Common Stock otherwise distributable to Class 4
                  Claimants under this Plan and distributed to the Allowed Class
                  6 Interest holders not later than sixty (60) days after the
                  Distribution Date.

                           and replace Section 4.06 with:
<PAGE>

4.06 Class 6 Claims. All existing equity rights in the Debtor, whether vested or
unvested, including the Common Shares of Debtor and the Preferred Shares of
Debtor shall be cancelled on the Effective Date. Without regard to the number or
percentage of Common Shares held by any given Class 6 Claimant, each Allowed
Class 6 Interest holder will receive 150 shares of New Common Stock. Such shares
are to be taken from the New Common Stock otherwise distributable to Class 4
Claimants under this Plan and distributed to the Allowed Class 6 Interest
holders as soon as practical after the date an order approving this Debtor's
Motion to Modify Plan After Confirmation becomes final and unappealable.

                  d. Insert a new Section 6.04 at the end of Section 6.03:

6.04. Securities Exemptions under Bankruptcy Code.

a. Pursuant to section 1125(d) of the Bankruptcy Code, the Debtor's transmittal
of Plan solicitation packages, its solicitation of acceptances of the Plan and
the Debtor's or Gryphon's issuance and distribution of the shares hereunder and
any other securities pursuant to the Plan are not and will not be governed by or
subject to any otherwise applicable law, rule or regulation governing the
solicitation or acceptance of a plan of reorganization or the offer, issuance,
sale or purchase of securities. Accordingly, the Debtor, the Reorganized Debtor
and their respective directors, officers, employees, agents and professionals
(acting in such capacity) are entitled to the protection of section 1125(e) of
the Bankruptcy Code.

b. Pursuant to section 1145(a)(1) of the Bankruptcy Code, the offering, issuance
and distribution of the shares and any other securities issuable pursuant to the
Plan (except as otherwise described in the Disclosure Statement) shall be exempt
from Section 5 of the Securities Act and any state or local law requiring
registration prior to the offering, issuance, distribution or sale of
securities. In addition, pursuant to section 1145(a)(2) of the Bankruptcy Code,
the offering, issuance and distribution of shares shall be exempted from Section
5 of the Securities Act or any state or local law requiring registration prior
to the offering, issuance, distribution or sale of securities.

c. Pursuant to and to the fullest extent permitted by section 1145 of the
Bankruptcy Code, the resale of the shares and any other securities issuable
pursuant to the Plan shall be exempt from Section 5 of the Securities Act and
any state or local law requiring registration prior to the offering, issuance,
distribution or sale of securities.

         IT IS FURTHER ORDERED that except for the above, the Plan as confirmed,
including those amendments to the Plan contained in the Order Confirming Plan,
remains unchanged.

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